Todd Haynes sat on a couch at the Four Seasons Hotel in Beverly Hills, looking at the decorative magazines on the coffee table in front of him. He had been there all day to talk about Carol, a favorite from this year's Cannes Film Festival. In nearby rooms, the film's stars, Cate Blanchett and Rooney Mara, were undergoing a similar junket ritual in order to promote the film, which opens in limited release this weekend. As Haynes thumbed through the luxury magazines, pretending to read one rudely as the interview began, he pointed out Kate Winslet on its cover. "That's my other Kate," he said, referring to his and Winslet's 2011 HBO miniseries collaboration, Mildred Pierce. Then Haynes gave a little gasp after noticing that Julianne Moore — who starred in his films Safe (1995) and Far From Heaven (2002) — was on one of the other covers. "Come on, man," he said. "I'm a lucky guy."

Carol is Haynes' sixth feature, and the only film he has directed that he did not write. It's based on Patricia Highsmith's 1952 novel The Price of Salt — Highsmith used the pseudonym "Claire Morgan" to avoid the taint of scandal from its lesbian plot — and adapted by Phyllis Nagy. The movie tells the story of Therese Belivet (Mara), a young aspiring photographer working as a department store clerk who becomes infatuated with Carol Aird (Blanchett), a wealthy, soon-to-divorce suburbanite. While Therese — who is the book's narrator, and largely the film's point-of-view character too — falls for Carol immediately, Carol has bigger things to think about: convincing her estranged husband, Harge (Kyle Chandler), not to take their daughter away as punishment for her romantic interest in other women. Nevertheless, when Carol needs to escape from her life, Therese is there — but can their relationship turn into more, especially in New York City in 1952? That is Carol's question, and the source of its tension. It's almost a mystery.

Anne-Christine Poujoulat / AFP / Getty Images

Blanchett, Haynes, and Mara at the 68th Cannes Film Festival in May.

Haynes' features are dense with ideas that are surrounded by the physical beauty of their production design, cinematography, and costumes. Perhaps fittingly then, in the case of Carol, he originally heard of the project in 2012 from its costume designer, Sandy Powell, who had worked on Haynes' Far From Heaven and Velvet Goldmine: She told him there was a "frock film" that might interest him. After eventually being hired to direct it, Haynes filmed Carol in spring 2014 in Cincinnati, which passed much more easily for ’50s New York than current New York could. "Cincinnati had an architectural integrity that was rare for a smaller city today," Haynes said. "We literally shot on certain streets with existing signage to stand in for 1952 New York City."

Haynes talked with BuzzFeed News about constructing this complicated love story, working with Blanchett and Mara, and why it's still important to tell queer stories in a way that marks them as "unique and different."

What drew you to Carol once you were approached to direct it?

Todd Haynes: I love that novel. I thought it was so powerful, and thought it was such an acute portrait of the kind of early grapplings of love — the disempowerment of that position that we've all been in. I used to fall hard when I was younger, and it occupies a lot of journals and redundant preoccupation and analysis. It is a state in which you are in an overheated fervor of production — of mental production — where you're analyzing everything that happened. And what they said! And how they looked! Did that touch mean something, or not? Everything is sort of endowed with meaning, but you're also hopelessly boring and out of the world.

The Weinstein Company

And Phyllis Nagy's script had been something she was working on for years, trying to get this movie made.

TH: I thought the script was beautiful. I thought that I sensed perhaps the marks of some de-fanging of the story in an attempt to get it financed. When I talked to Phyllis about that and said, "Some of the tensions in the book I think are so great — maybe we can put them back in?" She was like, "Yes!" You're trying to appeal to financiers and make the two women have an immediate rapport and everything's nice. The book had so many more levels of disquiet. And discomfort. Carol is at times searing as a presence around Therese. She'll say things, and you'll be, like, Ooh! Ow.

You've written all of your movies. How different was the experience not to?

TH: It was different because it was so intact. I came upon something so thoroughly considered before my process entered into it. When I write my scripts, there's a point at which if I'm not starting to see them visually, I feel like I'm kind of cheating. So my scripts are laden with a lot of visual description, which makes them not so much fun to read — I kind of weigh them down. This was not as true for this script; this was a very pleasurable script to read. But I still felt I needed to start seeing it. And seeing it meant, like, Whose eyes are we seeing these things through? And just wanting to be very mindful of how we find access to Carol's world when Therese is not witnessing it.

In the end, whether I write the script or, in this case, somebody else did, there's a point where you let it go when you're making a movie. You just have to. The thing that you shoot is not what you imagined in your head — it never is exactly that. And it shouldn't be.

The Weinstein Company

Cate Blanchett was already attached to the movie when you signed on. Did you cast Rooney Mara?

TH: I did. I had been watching her with great admiration and attention. It's a hard part because all the action is on the other side, in a way. I found that with Rooney, her instincts in films was always to underplay and to sort of reduce down what was necessary to bring you in — a sense of economy, a sense of scale, which just seemed to understand the medium so well. When you see that in a younger actor, I always think it speaks to incredible knowledge. I can't exactly figure out where that comes from, that confidence to know how to be quiet.

The Therese character is so held in, and when she does talk, she says things like, "all I ever do is say yes to everything." She's a passive person who is about to turn into something else. I wondered what it's like for you as a director — and also for the actors — to shoot scene after scene where things are unsaid.

TH: I never felt like I had to lay down the rulebook on the actors, or what the film's language would be. There's something festering and not verbalized about the book, because you're so inside Therese's head. I think everybody was oriented by that, even if we weren't talking about it. I do remember being in the rehearsal process with Rooney and Cate, and at times saying, Rooney in particular, "Does she need to say this?" And I'd go, "No, she doesn't. You're right. Let's cut it!" We just realized by not saying it, there would be more power.

It also meant that the camera had something more to do, and that the music had something more to do. And the small gestures meant more. It just changed the scale of information in general.

Wilson Webb / The Weinstein Company

When you're watching them do takes of the same scene in a movie where it's so much about them looking at each other and doing those small gestures, are you seeing it work as it happens?

TH: Because it was so much about Therese's desire for Carol as a way into the story — and Carol as a sort of inexplicable object, someone you couldn't totally figure out, but who casts a spell — both actors had to be aware of that, and know what the camera was observing, and what their performances need to reflect. And I think that speaks so much to what Cate was doing, because she has to sort of play the image of Carol as seen through Therese at very specific times in the film — and then start to peel back those layers, and show us the complicated woman beneath that. But if she played it too intimately to the camera, or too colloquially, or too ingratiatingly— I'm not sure what the word is, but if she was just trying to appeal to your trust as a viewer, that illusion and that desire would be shattered. It wouldn't work. And the language of the film wouldn't work. So they knew how to pull back, particularly Cate, and play all these different proximities to the camera, to the viewer, to Therese. That's a really subtle dance. Especially when you're shooting out of sequence, and the movie has a movement that gets closer to Carol, but has to maintain distance from Carol at certain key points.

Carol seems to know what she wants, despite all of the terrible obstacles in her path.

TH: I'm not so sure about that. I think she's attracted to Therese, but Therese is such a foreign object in her world that I always felt that there are places where she's spending all this time with Therese, and it feels almost like an escape. I don't think she knew that this is what she wants. And I think there are times Therese is irritating — she has no point of view, she has no criteria for what she's choosing.

It's only when you look back sometimes and you look at some people in your life and you're like, Oh my god, there was something so pure about that. The thing that kind of bugged me, maybe, is the thing that's so unique. But ironically, by the time Carol re-evaluates Therese and comes back, Therese is no longer that person — largely due to Carol! And that's so much more interesting than a story of two lesbians who just want to get together, but the world stops them from getting there. It's like, No! People are full of all kinds of questions and are two steps forward, one step back, in our choices that we make. Sometimes you make choices too late, and you lose the thing that you wanted that was there for you.

The Weinstein Company

You've been such an important chronicler of queer culture. Youtold Manohla Dargis in the New York Times that in the pre-Stonewall era, there was "no other choice but to form a critical subtext to dominant society and to use wit and humor and art and language to basically stand outside." Do you think there's a future when that difference will have completely collapsed?

TH: I think we're getting there. I think that's what happens with assimilation of minority cultures into majority cultures. And of course it's a trade-off: You gain all of the rights and privileges and respects that are afforded the majority, and that's ultimately what matters for your kids, or anybody — because we're all innocent of the fact that we are the way we are. But it also means the ways that you coped, and the languages and narratives and points of view that you had no choice but to make from the sidelines — and that often carried with them really acute readings of dominant society — those no longer have the same need.

But will there ever be a gay James Bond? Will there ever be a lesbian Katniss Everdeen? When you're talking about mass culture, at least in film, stories about gay people usually have something to do with their gayness.

TH: I guess? I just don't mind that. I'm not ready to give up gayness in and of itself as something unique and different. A litmus test for me for all of it was the bisexual imagination and the androgynous imagination of the Glam era. Because that meant everybody was implicated in this uncertain sense of sexual self, and it meant that everything was unstable. I guess I'm just not that interested in stable notions of identity, whatever they are.

Miramax Films

Velvet Goldmine

Focus Features

Far From Heaven

Your early work felt so directly informed by '80s academic theory. Years after the Brown University semiotics program, do you still feel like you approach film as a semiotician?

TH: I don't know that I ever did. It more became a parallel language for questions I already was having. I didn't know what semiotic theory was, I just knew that was where they had their film production courses at Brown. I went to one of my first theory courses, and I remember the teacher talking about the classic Hollywood text, and saying, "And then it ends with the obligatory heterosexual closure." And I was just, like, Wow, he just stated the thing that we never say, but is just a given. Simply by saying it, all of a sudden it's no longer a natural thing — an automatic preset mode. It's a decision, it's a tradition, it's an imposition, whatever you want to call it. That one moment felt so empowering. I knew that inside, but somebody stating it gave me a tool.

Do you make as many movies as you want to make?

TH: I guess I do. There's things on the horizon I'd love to do that I've been like, When am I going to have time to really develop that?

But Carol was such a great example of something I didn't see coming. And it became such a great learning experience. Doing a love story as a genre, and looking at love stories in movies, and feeling like I learned stuff about that, and that it broadened my view and my idea of what I can do, and how I can work with the people around me, that was such a great, really satisfying experience.